8-K
Aeva Technologies, Inc. (AEVA)
UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
| Date of Report (Date of earliest event reported): August 12, 2021 |
|---|
Aeva Technologies, Inc.
(Exact name of Registrant as Specified in Its Charter)
| Delaware | 001-39204 | 84-3080757 |
|---|---|---|
| (State or Other Jurisdiction<br>of Incorporation) | (Commission File Number) | (IRS Employer<br>Identification No.) |
| 555 Ellis Street | ||
| Mountain View, California | 94043 | |
| (Address of Principal Executive Offices) | (Zip Code) | |
| Registrant’s Telephone Number, Including Area Code: (650) 481-7070 | ||
| --- | ||
| Not Applicable | ||
| --- |
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading<br>Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common stock, par value $0.0001 per share | AEVA | New York Stock Exchange LLC |
| Warrants to purchase one share of common stock | AEVA.WS | New York Stock Exchange LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On August 12, 2021, Aeva Technologies, Inc. issued a press release announcing financial results for the second quarter ended June 30, 2021. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information set forth in Item 2.02 (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit Number | Description |
|---|---|
| 99.1 | Press Release dated August 12, 2021 |
| 104 | Cover Page Interactive Data File (formatted in Inline XBRL). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| Aeva Technologies, Inc. | |||
|---|---|---|---|
| Date: | August 12, 2021 | By: | /s/ Saurabh Sinha |
| Saurabh Sinha<br>Chief Financial Officer |
EX-99.1
Exhibit 99.1
Aeva Reports Second Quarter 2021 Results
Key expansion beyond automotive with Nikon strategic collaboration to bring Aeva 4D LiDAR to industrial automation and precision metrology markets
Continued momentum in automotive, expanding TuSimple collaboration with Aeva as the only long-range LiDAR on TuSimple’s current trucking fleet
B sample development on schedule to be completed by year-end
MOUNTAIN VIEW, Calif., August 12, 2021 – Aeva (NYSE: AEVA), a leader in next-generation sensing and perception systems, today announced its second quarter 2021 results.
Key Company Highlights
Formed strategic collaboration with Nikon to develop next-generation solutions utilizing unique capabilities of Aeva’s 4D LiDAR for industrial automation and precision metrology markets
Continued momentum in automotive across programs including with undisclosed customer; expanding TuSimple collaboration with Aeva as the only long-range LiDAR on TuSimple’s current trucking fleet
On track to complete B sample development by year-end
Over 100% team growth over the past two quarters to support customer development and new program opportunities
Strengthened team with key leadership hires in product design, development and validation
“Aeva continues to build on strong momentum across multiple fronts. We’re driving forward with automotive collaborations across programs, and expanding into new markets, including our strategic collaboration with Nikon to accelerate adoption of Aeva’s industry-first FMCW 4D LiDAR for high precision industrial automation and metrology applications. Operationally, we have already achieved a number of our 2021 objectives in this quarter. We continue to make great progress to deliver on our remaining goals for this year as we execute on our mission to bring perception to all devices,” said Soroush Salehian, Co-founder and CEO at Aeva.
Second Quarter 2021 Financial Highlights
Cash, Cash Equivalents and Marketable Securities
o Cash, cash equivalents and marketable securities of $502.5 million as of June 30, 2021
Revenue
o Revenue of $2.6 million in Q2 2021, compared to $1.6 million in Q2 2020
GAAP and Non-GAAP Operating Loss*
o GAAP operating loss of $24.7 million in Q2 2021, compared to a GAAP operating loss of $5.0 million in Q2 2020
o Non-GAAP operating loss of $20.7 million in Q2 2021, compared to non-GAAP operating loss of $4.1 million in Q2 2020
Shares Outstanding
o Weighted average shares outstanding of 211.6 million in Q2 2021
*Table reconciling GAAP to Non-GAAP Operating Loss is provided at the end of this release.
2021 Objectives
Aeva is on track to deliver on its 2021 objectives, which are summarized below:
Complete next-generation B sample development: Final design in progress and remain on schedule to compete B sample development by year-end
Build on momentum with 2 additional programs towards production: Formed strategic collaboration with Nikon and on track for another program
Accelerate engagements in non-automotive applications: Nikon collaboration accelerates non-auto growth opportunity, including goal to expand beyond industrial metrology
Strengthen supply chain for production to bring Aeva 4D LiDAR to scale: Finalized key supply chain for our silicon processing chip
Conference Call Details
The company will host a conference call and live webcast to discuss results at 3:00 p.m. PT / 6:00 p.m. ET today. The live webcast and replay can be accessed at investors.aeva.ai.
About Aeva Technologies, Inc. (NYSE: AEVA)
Founded in 2017 by former Apple engineers Soroush Salehian and Mina Rezk, and led by a multidisciplinary team of engineers and operators experienced in the field of sensing and perception, Aeva’s mission is to bring the next wave of perception technology to broad applications from automated driving to consumer electronics, consumer health, industrial robotics and security. For more information, visit www.aeva.com.
Aeva®, the Aeva logo and 4D LiDAR are trademarks/registered trademarks of Aeva, Inc. All rights reserved. Third-party trademarks are the property of their respective owners.
Forward looking statements
This press release contains certain forward-looking statements within the meaning of the federal securities laws. These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “opportunity,” “plan,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. Forward looking statements in this press release include our beliefs regarding our financial position and operating performance for the second quarter of 2021 and business objectives for 2021, along with our expectations with respect to our collaborations with third parties. Many factors could cause actual future events to differ materially from the forward-looking statements in this press release, including, but not limited to: (i) the ability to maintain the listing of Aeva’s securities on the New York Stock Exchange, (ii) the price of Aeva’s securities, which may be volatile due to a variety of factors, including changes in the competitive and highly regulated industries in which Aeva plans to operate, variations in performance across
competitors, changes in laws and regulations affecting Aeva’s business and changes in the combined capital structure, (iii) the ability to implement business plans, forecasts, and other expectations and to identify and realize additional opportunities, (iv) the risk of downturns and the possibility of rapid change in the highly competitive industry in which Aeva operates, (v) the risk that Aeva and its current and future collaborators are unable to successfully develop and commercialize Aeva’s products or services, or experience significant delays in doing so, (vi) the risk that Aeva may never achieve or sustain profitability; (vii) the risk that Aeva will need to raise additional capital to execute its business plan, which many not be available on acceptable terms or at all; (viii) the risk that Aeva experiences difficulties in managing its growth and expanding operations, (ix) the risk that third-parties suppliers and manufacturers are not able to fully and timely meet their obligations, (x) the risk of product liability or regulatory lawsuits or proceedings relating to Aeva’s products and services, (xi) the risk that Aeva is unable to secure or protect its intellectual property; and (xii) the effects of the ongoing coronavirus (COVID-19) pandemic or other infectious diseases, health epidemics, pandemics and natural disasters on Aeva’s business. The foregoing list of factors is not exhaustive. You should carefully consider the foregoing factors, and for a further discussion of the material risks and other important factors that could affect our financial results, please refer to our filings with the SEC, including our Form 10-Q for the quarter ended March 31, 2021. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and Aeva assumes no obligation and does not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise. Aeva does not give any assurance that it will achieve its expectations.
Contacts
Investors:
Andrew Fung
investors@aeva.ai
Media:
Michael Oldenburg
press@aeva.ai
| AEVA TECHNOLOGIES, INC. | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Condensed Consolidated Balance Sheet | ||||||||||||
| (Unaudited) | ||||||||||||
| (In thousands) | ||||||||||||
| June 30,<br>2021 | December 31,<br>2020 | |||||||||||
| ASSETS | ||||||||||||
| CURRENT ASSETS: | ||||||||||||
| Cash and cash equivalents | $ | 156,999 | $ | 24,624 | ||||||||
| Marketable securities | 345,525 | — | ||||||||||
| Accounts receivable, net | 1,538 | 141 | ||||||||||
| Inventory | 1,747 | 1,219 | ||||||||||
| Other current assets | 6,813 | 4,970 | ||||||||||
| Total current assets | 512,622 | 30,954 | ||||||||||
| Operating lease right-of-use assets | 5,775 | — | ||||||||||
| Property and equipment, net | 2,511 | 1,614 | ||||||||||
| Other assets | 360 | 64 | ||||||||||
| TOTAL ASSETS | $ | 521,268 | $ | 32,632 | ||||||||
| LIABILITIES, CONVERTIBLE PREFERRED STOCK AND<br> STOCKHOLDERS’ EQUITY | ||||||||||||
| CURRENT LIABILITIES: | ||||||||||||
| Accounts payable | $ | 3,257 | $ | 2,071 | ||||||||
| Accrued liabilities | 6,976 | 2,606 | ||||||||||
| Accrued employee costs | 904 | 722 | ||||||||||
| Lease liability, current portion | 1,342 | — | ||||||||||
| Other current liabilities | 309 | 275 | ||||||||||
| Total current liabilities | 12,788 | 5,674 | ||||||||||
| Lease liability, noncurrent portion | 4,527 | — | ||||||||||
| Warrant liability | 1,774 | — | ||||||||||
| Other liabilities | — | 45 | ||||||||||
| TOTAL LIABILITIES | 19,089 | 5,719 | ||||||||||
| STOCKHOLDERS’ EQUITY: | ||||||||||||
| Common stock | 21 | 15 | ||||||||||
| Additional paid-in capital | 606,913 | 87,982 | ||||||||||
| Accumulated other comprehensive loss | (140 | ) | — | |||||||||
| Accumulated deficit | (104,615 | ) | (61,084 | ) | ||||||||
| TOTAL STOCKHOLDERS’ EQUITY | 502,179 | 26,913 | ||||||||||
| TOTAL LIABILITIES, CONVERTIBLE PREFERRED STOCK AND<br> STOCKHOLDERS’ EQUITY | $ | 521,268 | $ | 32,632 | ||||||||
| AEVA TECHNOLOGIES, INC. | ||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Condensed Consolidated Statements of Operations | ||||||||||||
| (Unaudited) | ||||||||||||
| (In thousands, except share and per share data) | ||||||||||||
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||
| 2021 | 2020 | 2021 | 2020 | |||||||||
| Revenue | $ | 2,601 | $ | 1,639 | $ | 2,909 | $ | 2,166 | ||||
| Cost of revenue (1) | 1,422 | 928 | 1,602 | 1,205 | ||||||||
| Gross profit | 1,179 | 711 | 1,307 | 961 | ||||||||
| Research and development expenses (1) | 18,732 | 4,671 | 30,111 | 9,980 | ||||||||
| General and administrative expenses (1) | 6,685 | 827 | 14,902 | 2,131 | ||||||||
| Selling and marketing expenses (1) | 498 | 190 | 1,157 | 824 | ||||||||
| Total operating expenses | 25,915 | 5,688 | 46,170 | 12,935 | ||||||||
| Loss from operations | (24,736 | ) | (4,977 | ) | (44,863 | ) | (11,974 | ) | ||||
| Interest income | 106 | 29 | 109 | 191 | ||||||||
| Other expense, net | 557 | (3 | ) | 1,223 | (20 | ) | ||||||
| Net loss before taxes | (24,073 | ) | (4,951 | ) | (43,531 | ) | (11,803 | ) | ||||
| Income tax provision | — | — | — | — | ||||||||
| Net loss | $ | (24,073 | ) | $ | (4,951 | ) | $ | (43,531 | ) | $ | (11,803 | ) |
| Net loss per share, basic and diluted | $ | (0.11 | ) | $ | (0.04 | ) | $ | (0.23 | ) | $ | (0.09 | ) |
| Shares used in computing net loss per share, basic and diluted | 211,551,522 | 139,532,710 | 188,024,155 | 137,314,863 | ||||||||
| (1) Includes stock-based compensation as follows: | ||||||||||||
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||
| 2021 | 2020 | 2021 | 2020 | |||||||||
| Cost of revenue | $ | 410 | $ | 200 | $ | 410 | $ | 228 | ||||
| Research and development expenses | 2,022 | 349 | 3,818 | 867 | ||||||||
| General and administrative expenses | 1,496 | 369 | 4,192 | 704 | ||||||||
| Selling and marketing expenses | 81 | 7 | 102 | 7 | ||||||||
| Total stock-based compensation expense | $ | 4,009 | $ | 925 | $ | 8,522 | $ | 1,806 | ||||
| Aeva Technologies, Inc. | ||||||||||||
| --- | --- | --- | --- | --- | --- | --- | ||||||
| Condensed Consolidated Statements of Cash Flows | ||||||||||||
| (Unaudited) | ||||||||||||
| (In thousands) | ||||||||||||
| Six Months Ended June 30, | ||||||||||||
| 2021 | 2020 | |||||||||||
| Cash flows from operating activities: | ||||||||||||
| Net loss | $ | (43,531 | ) | $ | (11,803 | ) | ||||||
| Adjustments to reconcile net loss to net cash used in operating activities: | ||||||||||||
| Depreciation | 469 | 394 | ||||||||||
| Amortization of right-of-use assets | 582 | — | ||||||||||
| Change in fair value of warrant liability | (1,240 | ) | — | |||||||||
| Stock-based compensation | 8,522 | 1,806 | ||||||||||
| Accretion of discount on available-for-sale securities | 416 | — | ||||||||||
| Changes in operating assets and liabilities: | ||||||||||||
| Accounts receivable | (1,397 | ) | (439 | ) | ||||||||
| Inventories | (528 | ) | 7 | |||||||||
| Other current assets | (5,028 | ) | 420 | |||||||||
| Other noncurrent assets | (296 | ) | (5 | ) | ||||||||
| Accounts payable | 1,905 | (177 | ) | |||||||||
| Accrued liabilities | 6,332 | (276 | ) | |||||||||
| Accrued employee costs | 182 | (44 | ) | |||||||||
| Lease liability | (414 | ) | — | |||||||||
| Other current liabilities | 34 | 7 | ||||||||||
| Other noncurrent liabilities | — | 35 | ||||||||||
| Net cash used in operating activities | (33,992 | ) | (10,075 | ) | ||||||||
| Cash flows from investing activities: | ||||||||||||
| Purchase of property, plant and equipment | (1,202 | ) | (338 | ) | ||||||||
| Purchase of available-for-sale securities | (366,204 | ) | — | |||||||||
| Sale of available-for-sale securities | 20,123 | — | ||||||||||
| Net cash used in investing activities | (347,283 | ) | (338 | ) | ||||||||
| Cash flows from financing activities: | ||||||||||||
| Proceeds from business combination and private offering | 560,777 | — | ||||||||||
| Transaction costs related to business combination and private offering | (47,487 | ) | — | |||||||||
| Proceeds from exercise of stock options | 360 | 36 | ||||||||||
| Net cash provided by financing activities | 513,650 | 36 | ||||||||||
| Net increase (decrease) in cash and cash equivalents | 132,375 | (10,377 | ) | |||||||||
| Beginning cash and cash equivalents | 24,624 | 46,637 | ||||||||||
| Ending cash and cash equivalents | $ | 156,999 | $ | 36,260 | ||||||||
| Aeva Technologies, Inc. | ||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Reconciliation of GAAP to Non-GAAP Operating Loss | ||||||||||||
| (Unaudited) | ||||||||||||
| (In thousands) | ||||||||||||
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||
| 2021 | 2020 | 2021 | 2020 | |||||||||
| GAAP operating loss | $ | (24,736 | ) | $ | (4,977 | ) | $ | (44,863 | ) | $ | (11,974 | ) |
| Stock-based compensation | 4,009 | 925 | 8,522 | 1,806 | ||||||||
| Non-GAAP operating loss | $ | (20,727 | ) | $ | (4,052 | ) | $ | (36,341 | ) | $ | (10,168 | ) |